Smiles
by Zion Angel
Summary: Somewhere along the way, Happy falls in love with Pepper. So naturally, it breaks his heart when he realizes she loves someone else. - Happy-with-unrequited-love-for-Pepper, Tony/Pepper at the end


So I was thinking a little, and suddenly I realized - Happy in Iron Man is kinda like Ghost in The Matrix. I just love Ghost, and I'm very good at torturing characters suffering from unrequited love, so my muse kidnapped me and made me write this.

For the record, this is not a true Happy/Pepper fic - it's just a Happy-with-unrequited-love-for-Pepper fic. The rating is just to be safe.

Bonus points for catching the Firefly quote.

--

Smiles

By ZionAngel

--

Happy first meets her on what turns out to be her first morning of work. He comes inside and heads to the kitchen for the expectedly long wait, as he so often does when he picks Tony up for a meeting. But a few minutes later, he's sitting at the counter with a cup of coffee and the newspaper when a navy blue blur comes into the kitchen and heads straight to the coffee machine. The blur - a woman, it turns out - fills a travel mug and is soon followed by a completely dressed, rather aggravated-looking Tony Stark.

"You know, you don't have to be so pushy," he grumbles.

"Apparently I do." She turns as she presses the mug into his hands, and a lock of wavy red hair falls over her shoulder.

"You're not exactly behaving like an _assistant_ is supposed to - _I'm_ supposed to be the boss here."

The woman stands tall with her hands on her hips, meeting his gaze head-on in clear refusal to back down. "I aim to misbehave, Mr. Stark. Now, we have a meeting to get to, so let's go."

She ushers Tony toward the door, and when he sees Happy, he begrudgingly gestures toward him. "This is my driver, one of my bodyguards, Harold Hogan."

He reaches out to shake her hand. "You can call me Happy."

"And this is…" Tony falters, and the woman looks a little frustrated.

"Pepper Potts," she finishes, a slightly sharp edge to her tone.

"Right, right, Potts. Fine," he sighs, "let's get this over with." Tony is heading out the door ahead of both of them.

Happy smiles at her politely, as he always does when he meets one of Tony's new assistants. But somehow, she interprets the look accurately, and her eyes become stern, and maybe a little defensive, like she's gotten this reaction before.

"Don't look at me like that. I'm very well aware of how's been with all of his other assistants, but I'm not one of those girls." He's more than a little taken aback by this. "I realize he's quite a handful, but if he thinks he can make me swoon with a few little compliments and a smile, he's got another thing coming. I worked hard to get this job and I plan to keep it."

Happy smiles. She's certainly got enough fire to go head to head with Tony and have a fighting chance. "Well, I certainly hope so, Miss Potts." He doesn't entirely believe it, but she is the only woman yet to ever say such a thing, and she seems adamant about it.

"Are we going or what?" Tony yells from the entryway, and they both follow.

--

Every day, it seems, he notices something else, some new little detail about her that he can't help but find beautiful. Her looks are first - the strawberry red of her hair, the way it shines in the sun or frames her face when she leaves it down. There's the color of her eyes or the way they always seem to sparkle when she smiles at him, the light freckles across her face. And then there's her body, needless to say - and her shoes, can't forget those.

He notices all of these things quickly. It's the little things, though, the bits of the woman inside that she shows him that he really enjoys seeing. She smiles genuinely and kindly and gives him a little "Thank you" every time he holds the door open for her, even if he was holding it for Tony first. It's the conviction and don't-fuck-with-me tone of voice she uses on reporters, Tony's women and company hot-shots, and the way it even seems to have made Tony keep to his schedule just a fraction more often than before. It's the genuinely sweet and kind voice she uses when she talks to him.

He doesn't really know when he started to have real feelings for her. All he knows is that one day in winter, he arrives to take them to a business lunch and she's not there. The flu, Tony says. On that day and the next two that she takes off, he misses her more than he should, and he's a little too pleased when she returns. She comes back before she's totally well, and he hands her a small box of tissues from the glove box when she sniffles a little, and when he sees her small smile in the mirror, he knows she's more than a friend to him.

--

A little over three months after she starts working there, he's driving her home because her car is in the shop. She sits up front with him, saying it would feel too awkward for her to sit in the back. They drive in a comfortable silence most of the way.

He insists on opening her door when they reach her condo building, and she gives him that smile again when he tells her, "Have a good evening, Miss Potts."

She shakes her head. "You can just call me Pepper, Happy."

He returns her smile as they part ways. After that, he calls her Pepper, and she sits in the front if it's just the two of them.

--

Just like before, he isn't sure when his feelings for her change. He just knows that one day there's a press conference where he'll be in view of the cameras. When Pepper finishes straightening Tony's tie, she turns to Happy, and apparently she isn't satisfied with what she sees. "You're men," she sighs in exasperation, striding toward him. "You're supposed to know how to tie these things properly." She reaches up for his tie, and quickly re-works the knot for a few seconds. As he feels her fingers gently brush against his neck, he's struck by the overwhelming desire to lean forward and kiss her.

But then she's finished, pulling away to admire her work with a satisfied grin. And then she waits in the wings as she shoos them both off to the podium. As he stands just off to Tony's side, he keeps glancing to her, standing in the back of the room. It strikes him then that, somehow, he has fallen in love with her.

--

Happy can't for the life of him figure out the why of it, but he can't seem to ask her to dinner. He wants to so badly, but every time he thinks he's mustered up the courage, she looks at him with those stunning eyes, and he loses his nerve.

Then three days before her birthday, she does it for him. She asks him to go out for drinks and dinner with her, and he's thrilled to oblige. He buys earrings for her gift - gold, and a little out of his usual price range, but he can afford them. Especially for her.

He's almost painfully nervous as he gets ready and heads to the restaurant. They arrive at about the same time, and his nerves only get worse when he sees the gorgeous burgundy dress she's wearing. He smiles with his heart racing wildly, and in a moment of courage, lightly kisses her cheek in greeting.

His heart sinks and his smile becomes forced as she leads him to a table where three other people are already waiting. But it's her night, and he doesn't want to ruin it, so he keeps a pleasant face through the whole dinner. It's far from easy, but it gets a little better when she opens her gift, and her face lights up in that beautiful smile.

She wears the earrings to work the next day.

--

He gets used to seeing her smile as he holds the car door open for her, hearing her voice over his shoulder and seeing her eyes in the rear-view mirror. He gets used to the occasional frustrated eye-roll she shoots him when she brings Tony's one-night stands out to the waiting car. He gets used to the faint but persistent hope that she might feel something, even though she has never once, in three years, given him any indication that he is anything but a trusted and dear friend.

His employer's promiscuity becomes less of an amusing and accepted character trait and more of a very welcome and necessary one. The more women he finds elsewhere, the less he'll feel the need to try and seduce the one who's always by his side. He is grateful that Pepper was right, that she really can out-stubborn Tony Stark and has the professional integrity to stay out of his bed no matter what he throws at her. Because if she didn't, well… Tony would seduce her fast, and then she'd either quit or be "let go," and Happy would probably never see her again. But then again, if she weren't the only woman in the world capable of deflecting Tony's advances, she wouldn't be the woman he fell in love with.

And then one day, he's picking them up from a very long board meeting. They're already talking.

"I'm a man of many talents, Pepper," Tony says, sliding into the waiting back seat, and she follows closely. Even though Happy has seen it a thousand times, he still enjoys her smile.

Her voice is stern when he takes the driver's seat.

"Oh, well, I apologize Tony. I didn't realize an uncanny ability to drive your assistant up a wall by being late or unprepared for everything was considered a talent. I stand corrected." She pulls out her blackberry and gets straight back to work.

"Ha, ha, Potts." Happy starts the engine as Tony continues. "I'll have you know Pepper, I can fix just about anything with wires, design a whole line of weapons practically single-handedly -" Happy catches Pepper's eyes rolling in the mirror as he shifts into drive. "- my record on a Rubik's cube is 2 minutes 24 seconds -"

"To complete it or to give up?"

"-I can work a room and charm like nobody's business -"

"_Unique_ style, I'll give you that."

"- and of course we mustn't forget… I'm _phenomenal_ in bed."

"Says you." Happy suppresses a laugh, and can't help but look to her in the mirror - working diligently, un-phased as always.

"Well," Tony begins, the usual sultry-smooth tone slipping into his voice. "I'd be glad to prove it to you any time, Pepper, just say the word."

It's still hard to hear Tony say this, even if he's used to it.

There is a short pause. "In your dreams, Mr. Stark."

He feels better when he hears that, until he glances at them both. He knows what he sees, but can't quite place the meaning. He is only half-joking, and she is only half-serious.

He watches them more closely after that, the way they talk and banter and look at each other, and he notices little things. It doesn't take him long to figure out the obvious, something he suspects was staring him in the face all along, that neither of them may even realize themselves: Tony loves Pepper. And perhaps most painful of all, she loves him back.

Naturally, this realization breaks Happy's heart.

--

It's his day off when she calls him, her voice low, and quiet, but trembling ever so slightly. Nonetheless, he rushes to meet her at Stark Industries headquarters. When he arrives, he finds her in front of the mirror in Tony's office, applying waterproof mascara to red eyes and taking deep breaths. As much as his heart screams at him to touch her, to wrap his arms around her and tell her everything will be okay, he doesn't. He's known her long enough to know that she's as fragile as glass right now, and if he touches her, she'll shatter into irreparable pieces.

She buries herself in answering e-mails and phone calls, and speaking to all of the executives and department heads who knock on the door. He has no idea what to do or say. But he stays anyway, helping with whatever little tasks he can, bringing her a dozen cups of coffee, and forcing her to eat late in the afternoon. The flood of work never seems to stop, and when it's nearly 10:00, he tells her she needs to go home and sleep. Just after 11:30, he convinces her to let him drive her home. All the while, he wonders how long it will take her to break.

--

Three weeks later, when the media frenzy has ebbed just a little, she shows up at his apartment just before 10:00 p.m. She tries to force a smile, to ask if he would mind her coming in, but all she can manage is a defeated sigh before he gently takes her hand and pulls her inside. He's glad she came - he's been so worried about her.

The only alcohol he has is wine, which she accepts gratefully. She drinks three glasses in 45 minutes or so, speaking occasionally between sips about her work load, or what the press has been saying, or her latest update from Colonel Rhodes. But she doesn't say anything about herself, or what she's feeling, or what she needs.

When she's finished, she stands and moves to the kitchen, rinsing her empty glass and setting it by the sink. Her eyes are downcast as she turns and leans back against the counter, hugging herself. He stands close in front of her, reaching over to place his own glass beside hers. He pushes a limp lock of hair away from her face, and tucks it behind her ear. He gently lifts her chin so that she looks at him. "It's okay to be scared, Pepper."

He doesn't have time to decipher the look in her eyes before she jerks forward and kisses him, gripping clumsily at his shoulders to pull him close. He can't quite focus his thoughts on anything but the fact that she's kissing him for several seconds, and when he can, it's torture to firmly take her shoulders and push her away. She fights, tries to pull him close again even as he tries to tell her that she's drunk and upset and not thinking -

"Happy, _please_." Her whisper is desperate and pleading, and it hurts him to hear it. She locks her eyes with his, and behind the beginnings of tears, he can see that same desperation. Maybe, he thinks, this _is_ what she needs; maybe she can't get the constant fear and pain out of her head by herself, and she needs _something_ else to fight it away or mask it or distract her from it, even if it's just for a few minutes. And maybe this is the only way she knows how to ask, from the only person she can trust right now.

So he gives her what she needs, even though he knows this isn't how he wants it and he'll probably regret it one day. But for right now, he wants to feel and taste and touch her as much as he wants to ease her pain, and so he kisses her mouth and face and neck, tugging her shirt away as he guides her toward his bed.

She's beautiful, like he always imagined she would be, but she's thinner and paler than she was three weeks ago. He kisses and touches every inch of skin, lingering at the sensitive places and shuddering at the way her hands move over him, gripping tightly when he does something she likes. He focuses his attention on maximizing her pleasure to keep everything else at bay for as long as possible, but he still relishes every moan and gasp and sensation, committing everything to memory. He makes her come twice before he even enters her, and when he's deep inside watching her third climax, he lets himself go, and savors his own climax in pure, selfish pleasure.

As she lies limp and panting beneath him, her eyes slowly drift open, and for a little while, there's more pleasure than pain there.

When she wakes in the morning, and puts her clothes on, she tells him she doesn't regret it, that she had needed it, and it helped.

They spend platonic time together, little things to pass the hours or to keep from being alone. But nine nights later, she's back at his door again. He brings her in and makes love to her gladly, as he does five nights after that, and every night that she comes to him. These encounters become more frequent as their effects lessen. When Tony has been gone nearly three months, there is only a tiny dominance of pleasure in her eyes when it's over.

And then early one afternoon, he opens his door to find her with tears streaming down her face, but this time she's smiling brilliantly. That's when all the joy he has felt from being with her dies, painfully, just like he knew it would.

--

She sits up front with him the next morning. When she cries a little on the way to the air force base, he reaches over and gently squeezes her hand. Her tears subside by the time they arrive. They're early, and she pulls her makeup from her purse and carefully touches up what the tears smudged.

He stands beside her as the plane lands, watching her shift her weight nervously and fidget with her notebook. As worried as he has been about Tony, and as grateful that he is that he's alive and home, and as selfish as he feels for the thought, he wishes it would have lasted just a little longer. These last two months, some part of his mind had desperately wanted to believe that he was really with Pepper, that she loved and wanted _him_, not comfort.

But she didn't, and the smile on her face as Tony approaches her proves it.

But later, after Tony shocks them and the world, he takes them back to the mansion, and she lingers outside with him for a moment. Another one of those genuinely elated smiles spreads across her whole face, and she hugs him tightly. He hugs her back, holding her for as long as she lets him. "Thank you, Happy," she says quietly. "For everything," she adds when she pulls away.

When he smiles back at her, it isn't forced. "You're welcome, Pepper." He kisses her cheek, and then she follows Tony inside. And in all honesty, he's glad that Tony is back, because it means that Pepper is happy again.

--

Once things fall back into a semi-normal rhythm, it becomes more apparent than ever how Pepper and Tony feel about each other, and Happy is quite certain that they've both figured it out by now. There are lots of little signals and clues, not the least of which is the fact that in the entire time Tony has been back, Happy hasn't once been called early in the morning to take a woman home. Tony treats her better - not just the way he now treats everyone better, but better than he has _ever_ treated anyone in the entire time Happy has been working for him. The looks and smiles between them are longer and more serious. More and more often, Pepper seems flustered around him. And perhaps most of all, she doesn't leave when he starts playing superhero, nor when he tells the whole world about it, despite how plainly furious she is.

Happy has a hard time seeing all this, knowing that now it's only a matter of time. It was one thing to know that he could never really have Pepper, and even to know that she loved someone else. But now, to know that she is getting closer and closer to being with Tony… it very nearly breaks his heart again.

Some two months after the press conference, he drives her to pick up lunch and files from the office. On the way back, Tony calls her. From Pepper's end of the brief conversation, he seems to be asking if she got something in particular from the restaurant, which she did. After talking for a few more moments she hangs up, shaking her head a little, but smiling.

When they're back at the mansion, he opens her door, and helps her carry everything inside. She thanks him, and unpacks the food as he begins to leave. But he stops halfway out of the kitchen and turns back, watching her for a moment. She's as kind, strong and beautiful as she was the day he met her, right in this very room, and he loves her as much as he ever did. And it seems horribly clichéd, and he hates it, but she deserves nothing short of perfect happiness, even if it's not with him.

"You should tell him, you know."

She looks up at him, confused. "Tell who what?"

His smile is a little sad, but not completely. "Tell Tony that you love him." He smiles a little more at her wide eyes and her blush, and he leaves.

--

Nothing happens for a while. The media frenzy and work and meetings, suddenly cancelled or otherwise, continue in what is now considered a normal fashion. The dynamic between Tony and Pepper changes very little. But then one Monday morning, he arrives to take them to the office for a day of meetings.

They come outside, walking close together with his hand resting lightly on her lower back. She's going over meeting briefs, which he seems to be ignoring completely. He slides into the waiting car first, and before she follows, Pepper smiles at Happy like she always does. But her smile is new, different from any he has seen from her before. There's something in her eyes, some deep and fundamental joy.

As he pulls out of the driveway, he glances at the two of them in the mirror. Pepper is still talking about the meetings, and Tony turns her face toward him, leans across the seat, and kisses her gently. She starts talking again the moment he pulls away, but she can't keep that smile off her face.

Even though it hurts him, Happy can't help but smile too, because Pepper finally has what she deserves.


End file.
